Replacing Pain With Pleasure
by DefineDelicate
Summary: Weeks past, and Caroline Forbes can not stand the fact that Tyler Lockwood has been avoiding her. But is Caroline in over her head again when passion arises in the Lockwood cellar? MRATED. LEMONS. T/C


**Note: This one-shot is definitely M-rated. If you do not feel comfortable with smut of any kind or lemons, no not read this. You have been warned! The material is not suitable to younger readers. Hope you enjoy.**

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**Replacing Pain With Pleasure**

**By: Tiff of IITM aka DefineDelicate**

**Dedicated to all Forwood fans alike…**

Watching Tyler Lockwood go through his transformation was agonizing to witness. It was something that I will always remember throughout my long awaited life. I had never been much of a horror movie kind of person, never took a liking to see people go through pain. Seeing Tyler change reminded me of The Exorcist. He was like a demon, turning into this monster that was foreign to me. After hours of crying and praying for it to be over, he finally did it. He became a werewolf. I never seen the animal up close. Don't know what color was his fur, or how big he was compared to Mason's but in the end it didn't matter. He wasn't Tyler. Not the Tyler I knew.

As I waited for some sign of him returning to me, I kept thinking about how we were when we were younger. We were so naïve and stupid. Thinking vampires and werewolf were all make-believe, that you find books like Twilight, or The Vampire Academy books. I thought it to be at the time, romantic and sexy. Werwolves like Jacob Black made it look easy.

This?

This wasn't romantic in the slightest.

This was dark, scary and pure uncontrollable torture. And not just for him. I felt completely hopeless in all of this. Unable to help my friend while he sits there sobbing and screaming how much how much it hurts while his arms twists in the most inhuman position. I thought being a vampire would mean that I was longer weak. That I had found my place in the world finally, when really all I felt was weakness. Less then human even. I tried to stay calm though. I tried to there for him like no one was there for me. But I was in over my head, I was blindsided. No one should have to go through this. Especially Tyler Lockwood.

He was suppose to remain the same just like everyone else. Do things like joke about how the geeks in the debate team all have matching bow-ties. Be cocky and say every girl wants him, even though I highly doubt that's case. I think. Tyler was suppose to be just Tyler. Nothing more, nothing less.

He was suppose to be free.

Free to live his life, and not worry about any of this. But it's to late for that now. Now he has every full moon to dread, not to mention to deal with the fact that a girl's life is gone because of him.

Trust me, it's not easy dealing with all of it.

Lets not forget that he also dealing with Mason being gone. Something that would definitely make things worse if he only knew the truth.

I'm totally not going to tell him any of it. Why make things harder for him when he's already dealing with some much? I can't do that to him. Not now anyways. If ever.

It pains me to hear his cries. The sound of them echoes in my ears while I just sat and wait.

Hearing him loose control.

I thought of other happy things while I sat there. None of it dulled out the sounds coming from the den. None of it helped. I think I've cried more then ever before. And I'm a crier, so that's got to mean something. When all was said and done and I found Tyler lying there completely bare and helpless, I couldn't contain myself anymore. I had the most respect for him then anyone else in this world.

He made Damon Salvatore look like a walking cup cake.

I'm not saying it is easy being a vamp, but when you put it in to comparison, we don't hold a candle to the transformation of the werewolves. We want to kill. We desire it. But it's controllable. The lust for blood. But Tyler was gone. He wasn't the guy I've known all my life. I don't think he has been for a while.

I realize now, after everything was done that Tyler was going to be in the shadows of my thoughts. That when everyone is gone and It's just me, I'll always remember him. Even though his change hadn't done anything physical to me, it has emotionally. I wasn't the same anymore. I couldn't be. Not after seeing that, and I can't pretend that seeing Tyler wasn't something I didn't look forward to now. He was something to me. Someone I consistently worried about without second guessing.

Days past and I still dreamed about that night. Seeing his face crumble in my hands as I consoled him, comforting him the best I could. I often wondered if it helped any. If my being made him feel like himself, even a little bit, and that years done the road would it mean something to him as it had me.

He hadn't said much to me. Just lingering stares during class. Nods of awareness, and for some reason that irked me. Something was wrong with him but for the life of me I couldn't figure it out. I could ask him, sure but I was to scared to even bring up that night, much less as him if he's okay.

every time I get the chance, Matt would intervene and I'd loose my chance.

Matt has tried mulitple times to contact me. Called numerous times, to the point that I just stop answering. How can I feel normal and secure knowing Tyler wasn't? how was he dealing with this? Had he found out about Mason and was upset with me? Had he found out about the fact that there was other vampires in Mystic Falls?

So many lies among us, but I couldn't help the fact that I felt like I was protecting him. Making his life easier.

I was driving myself crazy fretting over him. Wondering for his menal state. But I couldn't let it show. Not around him or anyone because then they'd get the wrong idea about us, and I just couldn't deal with that. Not that I'm opposed to the idea of me and Tyler, it's just I never thought about it before.

After all before a couple of weeks ago, he was Tyler Lockwood, Jerk and Bully. And I was Caroline Forbes.

A girl who spent more times then not trying to prove to everyone that I was someone worth remembering. Though at the point and time. I could give two rats asses if I was remembered or not. Everything just felt meaningless now. Now that Tyler wasn't talking to me.

I spent most of the times at the Salvatore or the Gilbert's house. Keeping up appearances' I was good at that. Putting up a show. I thought I was amazing when I tricked Katherine, but damn this week proved to me I was beyond that now. I was flawless. Every once in a while I'd think about Tyler's body breaking into sweats, and forcingly change, and I'd slip, but I'd quickly change the route of my thoughts and come back to being happy go lucky Caroline.

The girl with no worries what so ever.

Except for the boy who's broken inside.

I thought about him every night. Every day. And it got to the point where I needed him. I needed him to tell me that I was stupid teenager to worry about him over and over. I needed some sort of sign that the events of that night hadn't broken him. That he was still the same old Tyler.

And today, I was going to get my answer weather he liked it or not. Once I saw him standing alone after lunch I made my move. Making sure not to miss my chance now.

"Hey…" I said, walking up to him as he stood by the lockers. He looked at me with those big doe eyes, and smiled sadly at me. Giving a shitty greeting. I narrowed my eyes and smiled. Trying to talk to Tyler was like talking to a brick wall it seems.

Unbelievable.

"Hi…" He said, shutting the locker, after a moment of complete awkward silence.

"So…I haven't talked to you in a while. Is everything-"

"I've been busy. With the chick Jules, she's still here. Talking about Mason. You know."

"Oh…"

Seriously? That's all he wanted to give me? Some shitty excuse of being to busy? I don't know why but that answer just infuriated me. Here I was wondering about his well being and how he was and all he could tell me was he was busy? Did he not think of me at all? Wondered about how I was, because even though he was the one doing the changing that night, I was affected. I will always be affected. I tried to remain cool about his answer but apparently I couldn't fool Tyler like I could everyone. He saw right though me.

"You worrying about me Forbes?" Tyler blinked and gave me a strange glance and smiled."

I didn't like the way he was looking at me at all. It made my skin crawl and my heart leap in my chest. And it was just unnatural with everything going on.

"Psh..No. you know, just curious. You haven't said anything to me since the full moon, and everything. But if your fine, then by all means. Be fine…" I said, turned around to walk away when suddenly I felt his hand grip my arm, pulling me close to him. His face literally inches from mine. My heart pounced, as I felt his rough, warm skin touch my arm.

I began to shake as I looked him dead in the eyes. Why were we this close? Why was my stomach feeling like it was doing flipping? Literally, I was feeling freaking cartwheels here! Not to mention his luscious scent invading my nose. I didn't think vampires would want to taste a werewolf's blood but a part of me did. It was different then when I was with Matt. With him, I wanted to drink him dry. But with Tyler I just wanted to taste it. His heart beating in my ears, as the blood in his veins rushed throughout his body.

Suddenly I felt my face change. I ducked my head and blinked, unsure of why this was happening to me now. After all Tyler wasn't even that close. But apparently he was close enough to cause face to turn ugly.

I wanted to walk away. I wanted to run away from him but I couldn't, not under his watchful gaze. It was like I was paralyzed. He smirked.

"You know, for someone who just spurted into all fours, your really cocky." I said, not even realizing what I was saying. Tyler pounded his lips and looked down.

"Well, your awfully nervous for someone whose about to pop out fangs." he said, I looked down, trying to hid a smile and shook my head.

Damn him.

"We haven't talked in a while, I wanted to see what was up."

"Nothing's up."

"Tyler…" I said, rasing my eyebrow, crossing my arms. He looked at me for a second and looked about the hall. Seeing if anyone was listening. Sighing in defeat. He couldn't walk away this now. He couldn't run off and hide like he has been for the past couple of weeks. Finally, he was going to open up to me. Like he should of a long time ago.

"It's just-"

"Caroline!"

I turned around to the sound of my name, and saw Matt coming in a power walk. I turned and looked at Tyler who looked away, getting his book bag and throwing it over his shoulder as he instantly let go of my arm. My skin tingled over the absences of his warmth.

"Ty-"

"I'll talk to you later, I got to go." He said in a rush as he darted away from and into our next class. I tried to call him out about but he just avoiding me. I groaned and turned to look at Matt, smiling as he bent down and kissed my cheek.

For some reason, my arms felt suddenly very cold.

xXxXx

_So, what did Matt want?_

I looked around the classroom to find who sent me the note during class, and my eyes came locked on Tyler, sitting two rolls behind me. Looking down at the assignment that the teacher gave us just ten minutes ago. I figured it would be him that would throw a crumbled up old piece of paper at me. Plus the handwriting was a dead give away.

I picked up the paper and raised a eyebrow at him. He looked away from, trying to play cool and I just shook my head, getting out a pen.

_A paper ball? Really Tyler?_

I asked Bonnie to hand it to Tyler, she eyed me funny and I just pressed her to give it to him. She did, but not without the mental talk. Her eyes basically screaming at me to be careful. Like she knew anything about what Tyler and I've been through.

Seriously, ever since I became a vampire, she's become more and more judgmental.

Which is funny with her being a witch and everything.

Talk about double sided. But, she was my friend and I loved her,despite the differences between us. Though, if she keeps giving me these eyes over the whole Tyler ordeal, I will have a word. I swear.

After a glare, she gave Tyler the note, I turned back around and waited. Tyler and I started passing notes left and right. Bonnie and him decided to switch desks when the teacher wasn't looking. I could feel his body heat bouncing off from behind me. Making my hand shakes as I wrote my replies to him.

_C'mon Forbes...it's a classic._

_Whatever. I want to meet you later. You can't hide from me forever, you know._

That one took him the longest time for a response.

_You up for the cellar?_

I froze, and turned to face him. He nodded, holding his hands over his face. As if to hid how he really felt about the place.

I was kind of confused over his choice of meeting, considering if it were me, that would be the last place I'd want to hang out in. anymore then needed at least. Call me crazy but I, myself wasn't exactly wanting to decorate the place and make it homey. The very idea of walking in there gave me chills. But it was a place of vacates. Like a clubhouse, only full of nightmares and imagines of pain.

Yeah I really didn't want to do this, but where else could we go? Why the hell would he ask this? Didn't he feel some sort of fear over that place? Didn't he want to stay away?

Suddenly I felt another piece of paper fall over my shoulder.

I opened it and read.

_Please, Caroline._

I nodded to him and put the pieces of papers in my notebook. Once the classes changed and I waited at leased fifteen minutes, I asked if I could go to the nurse. Complaining that I was sick. Tyler wasn't in the same class this period, so I don't know if he was waiting for me or not but I got out no problem. The front desk at the office were about to call my mom to approve the release, but I did a little of compulsion to slip through. Stefan wouldn't approve but I'm old enough to decide what I do and stuff. Besides, it was either that or skip class the juvenile way. And that's just not my style. Tyler might be like that but I, Caroline Forbes am not. Besides in the off chance that someone might actually see me, I'll get it in my perfect record, and that I definitely can't have.

Once that was said and done, I went to my car. Tyler was still no where to be seen. I hoped he wasn't sending me on a wild goose chase. Because so help me if I have to walk into that den by myself, I will throttle him.

When I finally made it to the den, I held my breath. The door still had bite marks from the other night. I ran my fingers and over the jagged edges and closed my eyes. His voice echoing in my head as I replayed the scene.

_Get out._

_No._

_Get out! I don't want to hurt you!_

I felt my eyes watering as I quickly opened the door, not bothering to close it behind me. A part of me silently praying that I wasn't in here alone.

But thankfully, once inside, I saw Tyler sitting in a corner, hutched over, his hand moving gracefully on a large pad of paper. His eyes never leaving it as his tongue snuck out in the corner of his mouth. I bit my lip, trying to hind a smile that wanted to escape. Relived to know he was here. Though I don't know if I liked the idea of him sitting by himself in the deem lighted room of his transformation alone. My heart aching at the thought of what could possibly going through his mind. I was about to say something when Tyler glanced up from whatever it was that he was doing. A sad smile coming to his lips. As he started to put the pad away.

"What is that?" I asked. Walking closer to him. He shook his head, waving me off.

"Don't worry about it."

That made me all the more curious.

In vamp speed I raced for the pad, grabbing it before Tyler even blinked. He groaned and tilted his head at me. I smiled in victory.

"Nice.." he said, and stood up. I looked down at the pad and opened it. There was tons of drawings. Mostly of monstrous things. I looked at him, giving him a puzzling expression. He shrugged.

I looked back at the artwork and saw his signature in the corner, with the year of when it was drawn. They were beautiful. In a weird, monster kind of way. They were amazing. I had no idea he even drew, much less drew well. Who would of thought. I started flipping the pages, each master piece better then the last. I laughed as I saw one of a wolf-man thing. Drawn a year ago. The irony was just to much.

"No need to laugh alright. I get it." He said, getting more nervous as I looked at each page. I looked at him and shook my head.

"No, it's fine, your really good. Better then good, how come I didn't know you-"

"Because it's private." he answered me, reaching for the notepad. I stepped back and flipped the page to the last wonder. All to curious to know what he was working on recently. For some reason I couldn't see it being any werewolves anymore. I don't blame him for wanting that habit to change. Seeing at how it was a little to real for comfort. Even for me. Once I turned to the last page, Tyler tried to snatch it again. I broke it from his hands, and eyed him confused.

"Not that one.."

"Why not?"

"Because, it's not meant to be seen Caroline, hand it over."

I raced to the other side of the den, only to be blocked by Tyler. I narrowed my eyes.

"I just want to see it. Tyler, relax." I said, as I took note on how close his body was to mine. His chest practically pressed up against mine. He was so close that I could smell the slight hint of cologne. He smelled of melons and pure Tyler. With a hint of sweat. My heart raced as the blood in my body rushed. My teeth wanting to release as I fight back the urge.

Anger was settling in me. What was so different about this art piece? Why was he so nervous about it? Did it have to do with that night? Did he draw himself or something as some form of therapy or something? I could get that. A lot of Artists did that, I've heard. It helped with stress or something.

The curiosity of it now was killing me. Making me want to see it now more then ever. I looked deep into Tyler's eyes and raised the art book. Catching a glanced as I slowly looked at It.

"Caroline…"

What I saw was breathtaking. The best work of them all. And all the more shocking. Because what I saw, wasn't some monster like the rest of them. It wasn't him in his wolf form or him at all.

It was me.

"What is this?" I asked, as I studied the piece of paper. All of the picture wasn't complete but I knew what I saw. It was a close up of my face. My eyes were closed in the picture, looking downwards as I posed. My hair covering half my face, as veins spread to my cheeks. The moon rising in the background. Dark shadows surrounding me. Another picture of me was in the corner. Smiling like I normal would. I inhaled a sharp intake of breath.

I traced the lines of my face on the paper with my thumb. I looked up at Tyler, giving him a silent question.

What was this?

Did he think this is funny? Drawing me without my knowledge, along with the other monsters? I shoved the pad to him and practically ran for the door. When he called out for me.

"Caroline, wait. I can explain…"

"Can you?"

"Yes. Well…No, actually but-"

"What am I Ty? A monster to add to your collection? Is that how you see me?"

"What? No. I-"

"Am I just a joke to you? Something you can draw now and laugh about later?"

"Caroline!"

"What!" I yelled, my pulse flaring as I looked at him. My heart pounding in my chest as I tried to push the image of the drawing out of my mind but it kept put. Haunting me. It wasn't that the picture wasn't beautiful. As I clearly said earlier, it was the best one of them all, and I'm not just saying that because it was me on that damn piece of paper. It was just, he couldn't find another pad to work on? Couldn't find a different lighting to draw? He had to draw me with my face like that? Like I was just another creature of the night to help with his obsession.

Stillness overcame us. Not one of us actually speaking. We just stood, watching each other. When suddenly Tyler took the opportunity to change that.

Before I could even fight him. Before I could even process my thoughts on what was happening, he crushed his lips to mine.

I was shocked, bewildered. Stunned even.

Everything my mind going completely out the window. The kiss was feverish against my lips. Rough and animalistic even. Warmth. All I felt was warmth crushing down on me as he bit in my lower. I whimpered against his mouth and he groaned as response. I shivered. What was happening? What was he doing and why was I letting him? I never kissed Tyler Lockwood before. I never the desire too but now? Now all I wanted to do was kiss him further.

His lips were soft like rose pedals but moved hard against my mouth. Suckling. The kiss was making very nerve in my body wake. Chills going down my spine. There wasn't gentleness in the way he was kissing. It was all desperation and need. It made my heart jump in my chest. Pounding against my ribs like it was a brick wall. Tyler cupped my face. Deepening the kiss. I ran my fingers down his cheek. His lips were wet, luscious. Making my own swollen alongside his. My body ached for more. So much more that it scared me. The way his mouth danced across mine. Consuming me whole.

His body was hard and firm. His muscled flexed as I felt his arms wrap around my waist. Holding me in place. Not letting me move. It wasn't until I felt a second of his tongue touch mine that I remember what we were doing. I pushed me back quickly. Trying to straighten out my head. Which was all dizzy from his kiss. My pulse racing through my body making it shake. The cartwheels have returned ten times faster then before and I just couldn't handle the want of kissing him again. I placed my hand over my cheeks which were now flushed and I looked at Tyler, whose eyes had darkened with lust. I closed my eyes and tried to understand all of this, only I couldn't. why did he do this? Why did he decide now was the best time for this? I didn't understand anything more.

"Want to explain that one…."

"I kissed you."

"I know that, why?"

"Because I wanted too." he said full of certainly. Did he plan this or something? Or was it something that just happened and he went with the flow? I'm not judging or anything but Tyler has been known to kiss other girls. And not just ones related to Matt. Not that that was helping my cause at all.

Oh my god, Matt!

What the heck was Tyler thinking? Kissing me when his best friend is my ex? Sort of ex. Oh my god, what was I going to do? What did this mean for all of us?

I couldn't shake the fact that I kissed him back either. I couldn't turn around and point fingers at him and say it was all his fault because honestly it wasn't. entirely his doing. My mouth was there too.

But why? Why did he take the first step, knowing that Matt and I still had feelings? Didn't he understand I was variable? Did he not get that this was wrong and completely how of the blue?

Of course he did. He had too. He just didn't care. Figures. I was totally screwed.

I am the worst person ever, not only did I allow that kiss to take place, I mean after all this is Tyler Lockwood, and he's not known to have girls as just friends, but I also single handedly encouraged it. I liked it. I liked kissing him. And that is totally ew.

Wasn't it?

I mean. the kiss was….amazing. No doubt in my mind one of the best kisses ever, but this is Tyler. He and I? we've never even been like this. And he goes and changes all of this for a freebie?

I wanted to punch him in the face for confusing me like this. Making me feel so out of my control. I mean, the kiss was unbelievable. I felt it everywhere, in places I shouldn't. I felt in my breast, I felt it in my lower, 'thou shall not be named' region. I felt it in my freaking toes for crying out loud and I didn't want it to stop. Even though I should of.

Oh my god, this is horrible! I'm a horrible person!

"Caroline…stop over thinking it.." Tyler said, soothingly as he step towards me, I placed my hand in front of my, telling to not come any closer and I try to get a grasp on what happened.

"Do you have any idea what you just did!" I yelled, running my hands through my hair. Tyler groaned.

"It was just a kiss…."

"Just a kiss! That's all that was to you! Well I'm sorry to disappoint Tyler, but I did not come for kissing!"

"Then why did you come?"

"Because I was worried about you! You've been avoiding me ever since the wolf thing and you might pretend that it was just another night, but I'm not like that. I saw you crying! and-"

"I KNOW!" Tyler's voice snapped harshly.

I opened my mouth to say something else but I looked on his face, he looked like he was holding back. Holding on to his emotions and I couldn't handle it. Why was he doing this to me now? Why was he scared of what he felt when he had no problem before. He told me he was scared. I knew that. But now he was pretending it didn't happen when it did. I narrowed my eyes at him as he shook his head, his hand moving down his face. His fingers, going through his hair. Roughing it up a bit. I watched in awe.

I didn't want to say this out loud, being that I was baffled by him and everything, and it was not the right time for it, but Tyler was…

Never mind. I wont even think it.

_Focus Caroline!_

"You can't shut me out. Not after that night."

"I know that. I know what you did for me, and everything, trust me I know. And I'm grateful, but I just can't talk about it. Not yet."

I nodded. Biting my lips. The touch of his lips still lingering on them. I can sort of understand where he was coming from with this. It was a traumatic evant. Something I personally wouldn't want to focus on either if I were him. But a part of me couldn't help but wonder what was going on in his head. Knowing that keeping something like bottled up, couldn't be a good thing. Still, he was a guy. Guys don't do emotional stuff. I'm lucky I got this far with him. Especially him. Seeing as how he was known to act out with violence. Still, I believe with all my heart that we were past that stage in our friend-or whatever it was that we were. I believed that if anyone could get to him now, it would be me.

"But-"

"Give me time. Please…. As for the picture, It helps me. Drawing's always has, it's just now I'm drawing something different."

"Or someone." I corrected, "Your drawing me. In that hideous face."

"It's not hideous Caroline…" Tyler laughed quietly. Shaking his head. "It's not how I see you either. It's a link I guess. To remind me that I'm not completely alone like I thought. You comfort me."

My eyes widen as he took out a different note pad. Flipping through the pages. There was about three different pictures of me in there. I laugh lightly.

"Now your getting creepy Lockwood." I said, "Why does my face comfort you? It never has before."

I wasn't expecting much of a answer, I mean we were touching dangerous waters now. border lining a topic that I wasn't sure was safe.

I was his therapy. I was something that calmed the storms I guess. I don't know why but the idea that he thought of me as that, made my heart rise in my chest. It also made me feeling pretty stupid for making such a big deal about a drawing that was actually very well done.

Minus the lines on my cheek.

I also wanted to kick myself in the ass for trying to get him to talk, when clearly he was handling this thing in his own special way.

Looking at the way Tyler was looking at me, I couldn't help but feel the rush of blood, going to my face at the way he was looking at me. I didn't know if he was worried about what I thought, but I was curtained fearful of where his was. He and I gotten really close over the past couple of weeks. Talking none stop about everything. Almost.

And I couldn't help but feel something was there. Something that shouldn't be.

"Because you were there, the whole time…" He said softly as he put the pad in the book bag and dropped it on the floor, Tyler then kicked it out of the way. turning his gaze towards me. Making me feel as if we were the two people or. Monsters in the world.

"You needed someone-"

"I could of killed you."

"It was to dangerous for anyone else-"

"Yet, you stayed helping me through it. Even when I told you to get lost." He said, taking a step closer to me. I gulped and try to avoid eye contact. It was no use. I was doomed.

Oh my god, what's happening? What happened to the friendship we made? Why don't I care that I'm messing this up?

I should. I shouldn't want move with him because it would just complicate the situation even more then it already is. But yet, I'm still standing here. Basically wanting him to make a move.

Since when did I want a move to be made by Tyler Lockwood? Since when did Tyler Lockwood want to make a move himself?

It didn't make sense. We didn't make sense. Because for as long as I could remember we've never been close. He even said it himself, so what changed? why this now? Was it because we had this thing? This connection that no one would understand? I always knew Tyler to be this jerk who cared for no one. Hell, he even kissed Matt's mother! But somehow he was different. When I said the transformation changed him, I didn't realize just how much till now. He was complicated. More complicated then anyone else, except for maybe Damon, but he was passionate too. About a lot of things. Things I clearly knew nothing about. He understood me though. Understood what the world consists of. Knows what it's like to wake up one day and to realize your life will never be the same. That someone was dead because of something you couldn't control. As I looked into his brown eyes now, all I could see was understanding. The connection lighting through his eyes.

It made me catch my breath. I know I shouldn't of even bothered. I know I should probably run away, as fast as I could. Get away from temptation. But I couldn't. I was frozen in place. Just staring at him in this whole other light. One that nothing could break.

Before I knew it. Tyler's hand cupped my face again. His fingers brushing aginst my now warmed skin. I closed my eyes and shook my head. Unsure of what to do now.

"We're friends…." I said, trying to see if he was thinking what I was thinking, because right now? Blood suddenly lost it's place on the list of things I craved now. I wanted nothing more then to feel Tyler. All of him.

"Friends, don't kiss each other like you kissed me Forbes…" he said, as I felt the burning in the pit of my stomach. The heat of his mouth coming towards my face. I held my breath instantly.

"You said it was just a kiss-"

"Well now, it's about to be more." He said, and the next thing I knew his mouth found mine again.

This kiss was different then before. Still feverish, but filled with desperation and all the more intensifying. If there was one thing about Tyler that I've learned during this whole thing was that the guy sure can kiss. More then kiss. He made me want to do so many things with one touch of his lips. that alone caused fear to strike me. The power he processed over me already.

My heart hammering against my rips as Tyler pushed his body against mine. Closing the space in between us. There was not a part of me that wasn't touching him. The closeness awakened some many emotions in me that I couldn't understand it all, I should be stopping this. I shouldn't give in because of Matt and so many other things, but I couldn't. I had to have him. I had to have him here and now. With just us. A part of me was on the verge of just crumbling. My vampire nature taking the wheel. He felt so good against me.

Defined. Solid muscle.

His kiss was rough and filled with such fury. I had no choice but to grip on to him and pull him close. Turned my head to meet his lips more. Tingles moved all around my body. Making me ache.

Anticipation fluttering in my gut as my body filled with excitement. I wrapped my arms around his neck, lacing my fingers through his hair as I felt his hands start pulling on the bottom of my shirt. His warm fingers brushing against my stomach and navel. My heart racing becoming louder in my ears, as I bit into his button lip. All I wanted was for him take me over completely. I craved for him in a way I've never craved anyone in my whole life. I then feel his slick, sizzling tongue invade my swollen mouth. My body shaking with alertness while this newfound information registers to my brain.

I needed him.

Everywhere.

I wanted him to touch me. To make me come alive. I wanted to know what exactly it felt like to have him inside of me completely. My whole body throbbed to be with him. So much I shook. I wanted to know, The curves of his muscles. I wanted to know every detail that lied ahead. Just thinking about it gave me goose bumps. As I'm pretty sure, he's experienced in the department. Which I should be scared of, but somehow I wasn't. I wasn't scared to be with him.

My hormones were flying all over the place, I wanted to cry, it felt so good to have him close. I wanted to pull him closer, and push him away. I was a walking conflict, if I ever met one. And he driving his body closer to me. Making my head a blur

I start to moan, making a sound that did not feel like it was coming from me. It was loud and uneven as was his breathing. Tyler then groaned darkly making me whimper into his mouth. It was unnerving. Knowing that I was causing this response from him. It just feed the fuel that I was building up.

My lips feels completely numb from the kiss. And I feel his hands slipping up my shirt more. He touch is like a electric shock to my nerves which are going crazy. His hand cupping my chest. While I tried to gain some kind of stability. His mouth moved from my lips, and down my cheek. Finding their way down my neck as he suckled. I closed my eyes. The sensation of his lips on my cool skin makes my eyes roll and my mouth hang up as I gasp.

He really is working my neck now. His tongue tracing the outline of it. His lips brushing lightly, making sure not to miss a inch. His mouth was heavenly against my skin. Pleasurable even and I felt like my whole body was welcoming up to him. Asking him, not so silently for more. Suddenly, Tyler pulled back from me. His eyes smoldering me as his breath came out in gasp hitting my face. His nose touching mine. My heart going in a unbearable speed.

"I wont, if you wont…." he muttered. Voice sounding unrecognizable. His eyes undressing me as my breathing came out in pants. Matching his own. I bit my lip and in vampire speed I had him against the wall. I wasn't thinking. I had not a single thought in my brain. All I knew was that if I didn't have him now my body was going to seriously regret it later. He was surprised by my forcefulness. His eyes looking at me intensely as I threw off my jacket, reaching up to kiss him more. His wet tongue mingling with mine. Stroking it. He smirked against my lips as he turned me around and pushed me against the wall with almost the same force as I had him. His hard body bracing against me. Grinding as he held me with his pelvic. Making me fully aware of his need for his release. His hard shaft brushing me against my outer thigh. I bit my lip, holding in a muffled cry. My heart bouncing in my chest like a trampoline. I worked my hands down his chest, feeling his warm skin under his shirt as he took the took the edge of mine and started to left. I griped on to his shirt and balled it into a fist. Ripping it completely. He threw the rest aside, not worried about it.

"Ty…your-" I said, between kisses, in a shaky voice. Our mouths never leaving each others. I was sounding weak and helpless. But it a good way.

"I love kissing you…" He said, running his hands up to cup my breast. My chest stiffened at the contact.

There was no stopping now. Only us, trying to prove to each other how dominating we could be to one another. With how hard we grind into each other. Making each other mutter word we wouldn't normally say.

It was a winning fight for both of us.

Instead it just made us speed up our movements. I had never been so edged for sex. Never wanted anyone as badly as I wanted him now. I lifted my arms above my head. In one swift stroke my shirt one go along with his.

"Shit…" he said between clinched teeth as he took sight of me bra-covered breast. I bite my lip and hid in a smile. Looking at his chest of muscles.

_Dear god. _

He was a masterpiece. So built and perfect. I thought it before now of course, when we were first here, but at the time I didn't really have the time to appreciate him like I do now. He was lovely, that he could make angels cry. I was so busy with memorizing his body I almost forgot that he was checking out mine. I looked at his face, trying to figure out his thoughts. After a moment of silence, I took it as a bad thing, and felt uneasy. Trying to figure out a way to cover up when Tyler pulled my arms away from my chest and gripped them above my head. Taking my lips in his slowly. Making the taste of his lips insufferable.

The ach in between my legs growing so much that it burned.

"You don't see yourself very clearly, Forbes…" He half moaned in my mouth as his hands trailed down my waist. His fingers going slowly down my curves, that I once hated, but with him touching me like this, licking his lips as if I was some sort of desert. I was beginning to see the lighter things around me.

_God, his fingers were making me crazy._

When did he get so sexy? So sensual? I guess it was one of those things I was gladly learning about him now. Tyler started bumping against me more urgently, making my back hit the wall. I thought about maybe putting my legs around him, easing up the access but that would take to much time. I needed him _now_.

His breathing coming unsteady as he push my bra strap down, kissing down my shoulder. I squirmed against his hold of me. The wetness growing. The heat of his mouth on my shoulder blazed like fire to the touch. I held my breath and exhaled from my nose, as I felt his hot tongue dance across my shoulder. His fingers moving down my arm. Taking the strap with him.

I then sucked in some air, trying to hold in my need for him to be close. I needed closer then this. So much closer. When suddenly I felt it.

My face. And fangs.

"No.." I whispered.

"What? What's wrong?" Tyler asked, his voice kind of concerned.

Tyler stalled, as I pushed him away with one gentle shrove while I covered my face with my hands. I found my shirt next to his, and when I bend down go for my jacket, I nearly tripped. I had to get out of here. I had to remain in control. This was to close. To much for me right now. I had to make sure he was safe and unnoticeable to my ugly face.

When Tyler tried to look at me, I turned my face. Getting on my knees and reached for my jacket.

"Caroline…." He said, kneeled before me. I shook my head, looking to other way. Finally finding the stupid article of clothing.

The way Tyler said my names gave me chills. And I couldn't move. I avoided eye contact all I could. Wanting to cry because of this stupid thing that happened to me.

Why couldn't I be normal Caroline? Why could I be with someone and feel that closeness? I missed it. I missed not feeling the verge of snapping. I was so annoyed with myself. Feed up. That I couldn't handle a simple thing as this. It's not that hard. It's like I told Elena. Girl meets boy. Boy likes girl. Sex. It's not that difficult. But apparently it was. It was when I was the one having the sex. Even when It was with a werewolf it's any different.

"Hey…" Tyler said, his voice comforting, as he tried to move my hair behind my ears. I hissed. Tucking my chin in. trying to show him that I didn't want to be messed with. Apparently he wasn't getting the memo.

"No, Don't."

"Let me see…" He whispered. I bit my lip, and shook my head, like a five year old.

"No…It's ugly, I'm ugly. Just get away from me. _Please_."

"I've seen it before."

Tyler chuckled and took my chin in his hand, pulling me to face him. I could of stopped him. Could of ran like a bat out of hell, but I knew it would do no good. We saw each for who really were. I saw him in his weakest point. His scariest too. I would be wrong not to show him mine. What made me different then everyone. But the same in some sense.

I opened my eyes slowly, to see him, thinking I wasn't going to get anything. But when I looked into his eyes, they soften. His mouth looking at me as if he was studying me. For a moment he just sat there. Watching as the veins became more apparent and gently wiping my tears away with his thumb. I shuddered as the warmth and kindness.

My mouth parting.

"I'm ugly." I said quickly, tearing pouring down my face, as I tried to look down, only I couldn't because he held my face in both hands now.

He quickly shook his head.

"No…your not."

"I can hurt you…"

"I think it's safe to assume, that we can hurt each other." He reasoned. with a nod. Leaning towards my face.

_Damn, he was good.._

I sat there, my shirt and jacket on my lap, completely still. Trying to breathe through my noise. My heart launching in my chest as my body trembled. I felt his plump lips tenderly brushing against my cheeks. Making me inhale. He was so close. His heartbeat pulsing through my ear. He was to close…

_thump. thump. thump. _

"Tyler…"

"I want you so badly…." He whispered in my ear. Nipping at my ear. Licking my neck. I opened my eyes and watched him cautiously, as he leaned towards my lips.

"I'm not breakable." He said, kissing me with the same urgency before. I responded with just as much passion. "Just don't bite me.."

I laughed quietly. As I laid down slowly, pulling him on top of me. My hands gripping his shoulders as he hovered over me. His heat burning my skin as his hands gripped on to my hips. He was to far away from me though. Even now.

"I wont, if you wont." I said, repeating his words to me, only using it in the biting remark.

Because seriously, if he did bit me, I'd be dead. Though I think that was only in wolf form. Tyler seemed to get the joke though. Because he smirked, as he kissed me.

The next few moments were a complete blur. My mind trying to catch up with what was happening. I let my hands trail in the space between us as Tyler continue to kiss down my neck. Settling himself between my legs. My body quivered as I felt his hand slip behind my back and unhook my bra. Pushing it away. I muttered something incoherent under my breath that I, myself couldn't understand, I slipped my fingers to his zipper and try to put it down, wrapping my legs around his torso. Trapping him in between my thighs.

So close.

I sighed a moan as I kissed him. Feeling his heat surround me as he grinded his perfect body against my aching center.

I couldn't breathe. I couldn't think. I was stoned to silence. The only nose coming from me was whimpers and my cries.

"I need…" I said breaking the kiss as I contracted my muscles, pushing him in with my ankles. Tyler's hand gripped mine, holding me still.

"Not yet." he whispered into my neck. "Patience..."

His lips then trailed a painfully slow, wet burning trail down my chest. His hands still holding my hips. My heart dropping into my stomach as I waited for his next movement. My hands, finding his hair and pulling lightly.

He felt so good. So unbelievably good. Better then good. He felt indescribable.

Tyler hands then skimmed down to where they were cupping my thighs. Tugging as his body pushed against me harder. My eyes were rolling, as I screamed out in pleasure. I pushed my hips upward to meet him. Shocking the hell out of him.

"Holy shit!" Tyler groaned. His mouth finally caught my nipple. I gasped, trying to catch my breath. The wetness pooling between my legs. Getting ready for him.

My breast hardened under his mouth as he bit down gently. Catching the between his teeth between my nipple. His tongue sucking roughly. I jumped at the contact. My fingers digging into his shoulder blade as I breathed deeply through my nose. My body shaking under his.

"Oh god, Tyler…Please." I said, my voice coming out in a moan. While his fingers dug into my thigh. His other hand helping him hover over me. Making sure not to crush me. I continued to grip his hair firmly. Pushing his mouth closer to my chest. Letting him take more of my nipple in my mouth.

After mouths of sucking on one, Tyler then moved to the other one. Making sure it didn't feel abandoned. Showing it the same treatment as the other.

I fisted his hair once again. Arching my back even more. He blow against my nipple. Watching it turn to rock at the coolness.

I bit my lip, trying to keep quite.

Waves of pleasuring crushing against me as he spoke against my skin.

"Damn Forbes, I didn't know you could be like this…" he moaned against my breast as his hand moved further up my thigh. His erection brushing more and more as he grinded against me. becoming all the more hard. I held on to his arms, as he then worked his way lower and lower. My breath quickening as he came to the edge of my pants. He glanced at me. Begging me to allow this to happen, but also questioning me if this was.

His eyes darkening with intensity.

He really didn't want me to say no. he wanted this just as bad as I did. And I'd be damned if I turned away now. I nodded and just as quickly, Tyler unbuttoned my jeans and slid them off my legs. The cool air giving me goose bumps.

I started to get a tad bit nervous. My mind racing with possibilities of him not enjoying this as much as I. I knew I would. I was certain of it. I had so far. However I didn't know Tyler's experiences. But I pretty sure there had been a lot. Though I decided to push that thought out of my mind, because why on earth would I want to think about that during this? Oh right.

Because Caroline, and I think way to much for my-

_HOLY SHIT._

"_Tyler!" _I screamed as I felt his fingers brushing against my clit through the underwear. I threw my head back, my hands grasping on to my own hair, as he started kissing my inner thigh. His tongue moving against my cold skin. Making me jump.

Torture, this was fucking torture.

Yeah, I said the 'F' word, and I am not sorry either.

Tyler growled deeply in his chest as he slowly. Very, very slowly pulled down the underwear and discarded them. The sound of his response to me, sent chills down my spine. His mouth never leaving my skin.

I was so ready for this. So ready to have him in me. Around me. Shattering me.

I never thought that I would do this. Never thought of being like this with him, but now I find myself wondering how come we never did this before. How come it took so long for us to get to this point?

Looking down at my swollenness, Tyler cursed and bit down on his lips.

"You're so wet Forbes, Mother of F-"

"I need you." I said, "Now. Please. If you don't want to-"

Tyler then rushed to my face in a second and placed his hand over my mouth, his eyes glancing down at me. As I tried to level out my heartbeats. It was no use. It was like I was the freaking energizer bunny and my battery was just filled up. His scent flared in my nose.

Sweet Melons. Tyler. All Tyler….

I felt like my whole body was oozing for him now. Waiting for something to happen. My body yelling at me in Ecstasy, my hold on him tightening as he whispered into my ear.

"I'm going to make this so good for you Caroline, you'll never go to anyone else…" he said in a legal voice. I whimpered, as he placed a kiss to my lips. While my I unzipped his jeans. This time he let me. Once I knew his pants were gone, I gripped him. _Hard. _

"Oh, _fuck!_" Tyler hissed, as I began to stroke him. Making him grow in my hands. He fisted my hair and started kissing my neck as he breath came out in quick pants.

I felt kind of proud of myself for causing such a reaction from him. I've never done anything like this. Never held It in my hands. But apparently I was going a good job at doing it now. Speeding up my pace.

I shuddered as I felt the tip of him brush against my opening. Words starting flying out my mouth controllably.

"I…um...I might not be any good compared too…and um…you've probably had-"

"What the hell Caroline? You scared?" he asked, his voice low, and his face looking at me confused.

I shook my head, heating rushing to my face. As I bit my lip.

I sounded like a complete idiot.

I was also lying of course. I was scared to bits, but I didn't want him to know. Though I think he kind of already did. His eyes widening as he looked around the room. Searching. I followed his gaze and saw the black blanket from the other night. Even when the room was a little cleaned up. The blanket was still here. I looked at him and shook my head. Not wanting him to leave for it. Not yet.

"You've done this before right?" He asked, the head still inches from me. I gulped.

"Yes. It's just, it's different with you." I answered, breathing heavily, trying to get comfortable. Tyler nodded and leaned down and kissed me gently, brushing a few blonde strands from my face. His tongue greeting mine.

"I have a condom in my bag…" He said, between my lips. His breathing accelerated.

I shook my head, smiling quickly.

"We don't need it. Vampire. Remember." I said motioning to myself. Tyler blinked, a awareness sparkling in his dark eyes.

"Vampires can't have babies. especially with werewolves. It's impossible."

He nodded in understanding as his jaw tensed. After a few seconds, Tyler then lined himself up properly. Stroking himself two times before slowly slipping into me. I held my breath catch, when suddenly he sank deeper. I gripped on to his shoulders, burying my face into the base of his neck, as I started gasping while he filled me.

I closed my eyes and felt nothing. Not my legs. Not my the beating of my own heart. Just him. My walls starching around him causing a burning sensation as my body tensed waiting for it to adjust to him.

_Holy crap. Oh my god. Oh god! Holy…._

"Caroline…" Tyler groaned loudly, as pressure points started to build. The bottom of my stomach tightening as he stilled.

He was inside.

Tyler Lockwood was inside of me.

I couldn't grasp that concept. That information. I have never felt so full and whole in my entire life. I kissed his shoulder, letting him know I was fine. Hearing his teeth grind together as he groaned.

I smiled again his neck.

"Your so warm….so damn perfect." he said, though I could barely hear him.

I bite the inside of my cheek to keep from making any noise as he hesitantly pulled out of me, inch by itch and slammed into me hard. Filling me more.

"_Tyler! _uhhhh…" I yelped as he buried himself deeper into me. Thrusting over and over. The tingling sensation of my stomach because more intense with each strive.

Tyler gripped my hips, pressing his blazing fingers into my skin. Pushing harder and deeper as he went. I bucked against him. Meeting each thrust with eagerness. His body tensing as we moved together in unison. His breathing labored as he cried out passionately.

"Yeah…move with me Caroline." He whispered. "Oh god, you're beautiful. Don't you ever think you're not. Ever."

My heart felt like it was going through my throat. As I looked into his brown eyes. He rested his forehead against mine. His arms cradling me as we rocked together. For the first time ever, I did feel beautiful. I felt sexy even.

Suddenly this didn't feel so causal. Not the way he was look at me like this. I wrapped my arms around his neck and kissed him urgently, making my lips so swollen they felt huge. running my fingers brushing across his lips.

I didn't know how many times he pounded into me or how many times he cursed, But my body started to shake as it reached it's climax. But I wasn't ready for this to end. I was becoming greedy. I needed more of this. I needed to feel him stay inside me.

"I'm about too-"

"_Come." _Tyler demanded, his body stilling and rigid as he too was about to past his brink. I licked my lips and felt my body go out into overdrive. rising up to meet his. My skin feeling like it was on fire, breaking into sweats. My willpower breaking at any given moment.

"That's it Forbes…" Tyler said, pounding into me harder, over and over again.. So much harder then before. My legs broke out in spasms.

My body was literally about to explode. Every nerve becoming electrified and every little touch made me burst into flames. Even my own toes were curling as my thighs gripped his torso hard. As if he was about to fly away from me or something.

My breathing stalled as I just deteriorated into a million pieces. I felt like I was floating. My body finally coming against him. as he followed after me. Pouring into me as we rode it all out. Bouncing against each other.

After a couple of short moments later, Tyler's body collapsed on top of mine. His heart beating rapidly against my chest. As he tenderly kiss my neck. His body slick with sweat.

I sighed contently when he spoke after a new moment of us realizing what we just done. Our heart throbbing against our chests. My mind going complete blank as to what to say. My body feeling weak. His head lying on my chest, making his hair tickle my skin. I thought we were going to stay like this forever and stay mute, but then he spoke. his voice shaking and out of breath.

"I've never done that…" He said. I gaped at him, my eyes feelings like they were coming out of my head.

"What-"

"Without a condom, I've never done it. Without a condom."

"Oh…was it-"

"Fucking amazing." He said, sinking into me. A part of him still connected. I felt him then roll off of me. The absence of his body made me shiver and I didn't like it one bit.

I watched him utterly confused, as he walk across the room. Picking up the blanket and racing right back to me. I exhaled in relief as throwing it over my and his body as he pulled me to his chest. I rested my head against him. My heart returning back to normal as his fingers ran through my hair.

Silence. That was all that surrounded us, and I didn't know If that was a good thing or not. I mean what does one say after having sex with a werewolf?

_Thanks? Glad you didn't bite me?_

Doubtful.

I had never had any experience like that in my life. Where does this leave us? What do we do now? Do we still remain friends? Were we friends with benefit because I for one am not up for that. How degrading.

However it did feel good. Being like this with him. Letting myself go and being free. I've never been like this with one else before. Not this open. It was crazy that out of all the people in the world to connect with Tyler Lockwood was the one I choose.

I couldn't even think about the consequences of the lies I told him. I just wanted to feel this. This warmth.

I didn't know what lied ahead for us. Together or apart but I did know was that this felt right. Even with my head filled with worries of what he will think of m later. I could never regret this kind of bond with him.

"Caroline…?" Tyler said, his fingers brushing up and down my arm.

"Mmm?"

"Thank you. For being there for me. I couldn't of done it without you." he whispered against my hair, kissing my head. I turned and looked at him deep in the eyes. placing my hand over his chest. Smiling encouraging.

"Anytime Tyler….Anytime."

Yeah. Worries will definitely have to be a concern for later. Because this?

This beat everything. Even in the room filled with dreams of tortures. Maybe now it wont be so bad. Maybe now, I would actually want to come back. As long as Tyler was with me.

* * *

**Write Note: Hi everyone! It's Me! I'm not dead. Haha. um I wasn't going to post this one-shot on this account because quite frankly, I wanted to delete it, and just use my other one, however I felt like this one shot would have some issues on my joint account. So I posted it here. Is it ever going to be posted on IITM? Maybe. I'll have to talk to Cece about that. If It is, I'll post it there and delete it here. **

**To my old readers: Hello. I deleted all my stories and starting fresh, because to be honest, I hated every story on this page. No lie. lol. My grammar has improved, I think. which isn't saying much but I feel like I have. I also think it's funny how short these stories were on my page. and I wanted to delete them. put them out of their pain and mine.**

**I hope you guys enjoy this one-shot. Tyler&Caroline PWN my heart. along with Damon&Elena. SIGH.**

**Hope you enjoy!**

**xoxo**

**~Tiff**


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